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Organizational Structure

Beyond individual CPSR members, groups, and projects, the organizational components of CPSR are the Board of Directors, the Executive Committee, various standing committees, the Advisory Board, and the staff. This guide outlines the structure and function of each of these groups and is intended as a reference guide for members of CPSR who are involved in the organization.

The Board of Directors

The Board of Directors sets the organization's general direction, decides matters of overall policy, and takes responsibility for activities undertaken in CPSR's name. The Board includes twelve Directors elected by the membership. The four officers (President, Vice President (formerly Chair), Secretary, and Treasurer), are elected by fellow Directors to the officer positions; and the other eight are Directors-at-Large. In addition, the Board may also include up to four Special Directors, who are appointed by the Board. Current Board members .

All Board members share certain responsibilities. The first of these is attendance at Board meetings, which are now typically held once a year face-to-face in the fall in conjunction with the annual meeting of members, and throughout the year, as needed. In addition, Board members are expected to be available for consultation with other Board members and the various committees on a reasonably regular and timely basis, usually through electronic mail. Board members are expected to serve on at least one of the standing committees and to participate in committee work.

Beyond this, Board members must be committed to the goals and principles of CPSR and are expected to contribute to the well-being of CPSR as an organization. This contribution may take many forms. For example, Board members will be called on to help with fundraising necessary to continue CPSR's work. Similarly, often when CPSR needs to develop a timely response to an issue, the task of drafting that response (and of commenting on any generated draft) may fall to members of the Board.

Individually, the officers and certain members of the Board have specific responsibilities as outlined below.

President and Vice President

Together, the two officers, subject to the control of the Board of Directors, generally supervise, direct, and control the business and the officers of the corporation," with particular components of that responsibility divided according to the talents and interests of the individuals involved.

Under our current practice, the President chairs meetings of the Executive Committee and of the Board. Under the existing committee structure, the Vice President is an ex-officio member of the Fundraising Committee, and the President is an ex-officio member of the Personnel Committee.

Secretary

The Secretary has the following responsibilities according to the bylaws and the practice of the organization:

Writing and preserving minutes of all meetings of the Board of Directors and the Executive Committee.

Managing the election of new officers and Board members and giving appropriate notice of any such election or membership meeting to the membership.

Maintaining communication between the groups, the Board, and the staff.

Overseeing the membership records, which are in fact maintained by the CPSR staff.

The Secretary is am ex-officio member of both the Publications Committee and the Executive Committee.

Treasurer

According to the bylaws, the Treasurer has the following responsibilities:

Maintaining overall responsibility for the accounts of the organization, most of which are in fact kept by the staff.

Preparing, in conjunction with the staff and the Finance Committee, a budget for Board approval prior to the beginning of each fiscal year.

Depositing and disbursing money and valuables. In practice, the office staff has day-to-day responsibility for making deposits and writing checks in the name of the organization.

The Treasurer is an ex-officio member of both the Finance Committee and the Executive Committee.

Directors-at-Large

Directors-at-Large have no special responsibilities beyond those of all Board members.

Special directors

In June 1986, the CPSR bylaws were amended by the membership to allow the Board of Directors to create up to four additional positions on the Board who would serve as "Special Directors." The intention behind the change was to "allow the Board to nominate special people who, in the opinion of the Board, have special viewpoints, expertise, or fundraising abilities that make them good candidates for membership on the Board."

Executive Committee

The Executive Committee can act on behalf of the Board between meetings. It maintains oversight of the day-to-day details of running the organization and is thus responsible for decisions which are intermediate between the administrative management of the office and the long-term policy guidelines set by the Board. The purpose of the committee is to provide a timely way to get decisions on the interpretation of policy, as set by the full Board.

The permanent members of the Executive Committee are the President, the Treasurer, and the Secretary. Other Board members may attend and vote at Executive Committee meetings. A quorum of the Executive Committee is three, but the quorum must include at least two of the permanent members.

Standing committees

In addition to the Executive Committee, the Board has designated several standing committees, which are responsible for specific tasks and duties of the Board. Members of standing committees need not be members of the Board, subject to the constraint in the bylaws that requires all committees to include at least one Board member.

Board Development Committee

The Board Development Committee was established by the Board of Directors at its meeting of November 21, 1988. The purpose of this committee is to cultivate new candidates for positions on the Board of Directors and Advisory Board.

Finance Committee

The Finance Committee was established by the Board on April 26, 1987, and includes the Treasurer as an ex-officio member. This committee will monitor the budget and the general financial situation. It will propose a budget to the Board once a year and can propose modifications for approval whenever it deems that circumstances so warrant.

Fundraising Committee

The Fundraising Committee was established by the Board on April 26, 1987, and includes the Vice President. This committee is responsible for creating and maintaining a network of conversations that can produce funds.

Membership Committee

The Membership Committee was established by the Board at its meeting of March 4, 1989, and was merged with the Chapters/Regions committee at the Board meeting of May 1, 1992. This committee is responsible for developing and coordinating a membership plan and an ongoing membership campaign, as well as fostering the grassroots component of CPSR's work by involving members and groups in CPSR work.

Personnel Committee

The Personnel Committee was established by the Board on April 26, 1987, and includes the President. This committee is charged with assisting the staff in issues of hiring, evaluation, and the like. This committee also has the specific responsibility for the regular evaluation of the staff.

Program Committee

The Program Committee was established by the Board on April 26, 1987, and includes staff members with program-level responsibilities. This committee presents proposals to the Board concerning program opportunities and potential allocation of CPSR resources to new programs. It also reviews proposals for projects and recommends action to the Board.

Publications Committee

The Publications Committee was established by the Board on April 26, 1987, and includes the Secretary. This committee carries out Board policy by making decisions about the editorial content of publications in CPSR's name.

Advisory Board

In the past, an Advisory Board advised the organization on long-range policy. It consisted of people who contributed significantly to the computer field and/or were particularly interested in the issues that CPSR addresses. Members did not meet and had no fixed duties; their major contribution was to lend the support of their reputations to the organization. A new board is being considered now.

Staff

The staff is responsible for organizational administration and is based at the CPSR Office in San Francisco, California. All correspondence should be sent to our official mailing address:

Friends

Given all of the projects that CPSR would like to undertake, it is impossible for those described above to do it all. Thus, CPSR often turns to the chapters, working groups, or to a set of individuals who have been long-standing supporters of the organization, collectively designated as "friends." Back to top of page